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Singapore unfair prejudice s994minority protection

Kiri Industries Ltd v Senda International Capital Ltd (Minority Oppression)

[2022] SGCA 4
JurisdictionSingapore
CourtSingapore Court of Appeal
Year2022
StatusBinding authority

Summary

In minority oppression claims, the court assesses departure from fair dealing standards; buyout price is assessed at fair value without minority discount.

Key Principle

In minority oppression claims, the court assesses whether the majority's conduct departed from the standards of fair dealing and was prejudicial to the minority; the buyout price is assessed at fair value without discount.

Area of Law

company

Related Cases

Shafron v Australian Securities and Investments Commission (2012) 247 CLR 465

A company secretary is an 'officer' under the Corporations Act and owes a duty of care and diligence under s 180 in performing their functions.

Bell Group Ltd (in liq) v Westpac Banking Corporation [2012] WASCA 157

Directors of an insolvent company owe duties to creditors, and bank claims may be subordinated where unconscionable conduct is established in dealings with the insolvent company.

Barclay v Penberthy (2012) 246 CLR 258

The standard of care under s 180 of the Corporations Act is that of a reasonable person in the director's position, having regard to the corporation's circumstances and the director's office.

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